R. Brad Martin - 11 Aug 2023 Form 4 Insider Report for Westrock Coffee Co (WEST)

Role: Director
Signature: /s/ BY: R. BRAD MARTIN
Issuer symbol: WEST
Transactions as of: 11 Aug 2023
Net transactions value: $0
Form type: 4
Filing time: 30 Aug 2023, 21:48:55 UTC
Previous filing: 06 Apr 2023
Next filing: 16 Aug 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WEST	COMMON STOCK	Other	$0	-3,426,095	-54%	$0.000000	2,969,104	15 Aug 2023	Direct	F1, F2
transaction	WEST	COMMON STOCK	Other	$0	+95,995		$0.000000	95,995	17 Aug 2023	By RBM Venture Company	F1, F3
transaction	WEST	COMMON STOCK	Other	$0	+8,756		$0.000000	8,756	17 Aug 2023	By son	F1, F4
transaction	WEST	COMMON STOCK	Other	$0	+8,756		$0.000000	8,756	17 Aug 2023	By son	F1, F4
transaction	WEST	COMMON STOCK	Other	$0	+8,756		$0.000000	8,756	17 Aug 2023	By son	F1, F4
transaction	WEST	COMMON STOCK	Other	$0	+8,755		$0.000000	8,755	17 Aug 2023	By spouse	F1, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WEST	WARRANTS	Other		-5,352,642	-100%		10,699	11 Aug 2023	Common Stock	10,699	$11.50	Direct	F5
transaction	WEST	WARRANTS	Other		+1,991,266			1,991,266	14 Aug 2023	Common Stock	1,991,266	$11.50	By Martin Family Foundation	F5, F6
transaction	WEST	WARRANTS	Other		+14,023			14,023	17 Aug 2023	Common Stock	14,023	$11.50	By son	F5, F7
transaction	WEST	WARRANTS	Other		+14,023			14,023	17 Aug 2023	Common Stock	14,023	$11.50	By son	F5, F7
transaction	WEST	WARRANTS	Other		+14,023			14,023	17 Aug 2023	Common Stock	14,023	$11.50	By son	F5, F7
transaction	WEST	WARRANTS	Other		+14,023			14,023	17 Aug 2023	Common Stock	14,023	$11.50	By spouse	F5, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents pro rata distribution from Riverview Sponsor Partners, LLC, RBM Acquisition, LLC, and RBM Investments, LLC of the issuer's common stock, par value $0.01 per share ("Common Stock"), to members other than Mr. Martin. Mr. Martin is the managing member of all entities.
F2	Represents the 1,251,887 acquired by Mr. Martin from Riverview Sponsor Partners, LLC, RBM Acquisition, LLC, and RBM Investments, LLC, in addition to the 1,700,000 shares of Common Stock previously owned by Mr. Martin, plus 17,127 restricted stock units ("RSUs"), which were granted pursuant to the Westrock Coffee Company 2022 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the issuer's Common Stock. 9,000 of the RSUs vested on August 29, 2023 and 8,217 will vest on August 14, 2024, subject to Mr. Martin's continued service on the board of directors of the issuer through the applicable vesting date and certain early vesting conditions.
F3	Represents the 95,995 shares of Common Stock transferred to RBM Venture Company, of which Mr. Martin owns 100%.
F4	Mr. Martin disclaims beneficial ownership of 35,023 shares of Common Stock held by members of Mr. Martin's household, and this report shall not be deemed an admission that Mr. Martin is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F5	Represents pro rata distribution from Riverview Sponsor Partners, LLC, of 5,352,642 of the issuer's warrants for Common Stock ("Warrants") to members other than Mr. Martin. Mr. Martin is the managing member of Riverview Sponsor Partners, LLC. Each Warrant is exercisable for one share of Common Stock. The Warrants are expected to be exercisable from and after September 25, 2022, subject to the terms and conditions of the Amended and Restated Warrant Agreement, dated August 26, 2022, by and among the Issuer, Computershare Inc. and Computershare Trust Company, N.A.
F6	Represents 1,991,266 Warrants held by the Martin Family Foundation, over which Mr. Martin makes investment decisions.
F7	Mr. Martin disclaims beneficial ownership of 56,092 Warrants held by members of Mr. Martin's household, and this report shall not be deemed an admission that Mr. Martin is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.